Contribution of Contributed Assets. The Contributor agrees to contribute and transfer the Contributed Assets to the Acquirer, and the Acquirer agrees to accept the transfer of the Contributed Assets pursuant to the terms and conditions set forth in this Agreement. The Contributed Assets shall be transferred to the Acquirer free and clear of all liens, encumbrances, security interests, prior assignments or conveyances, conditions, restrictions, claims, and other matters affecting title thereto. At the time of the transfer of the Contributed Assets to the Acquirer, the Company shall own or have rights to use all of the following in connection with the Real Property: (a) all furniture, furnishings, fixtures, vehicles, rugs, mats, carpeting, appliances, devices, engines, telephone and other communications equipment, televisions and other video equipment, plumbing fixtures and other equipment, and all other equipment and other personal property which are now, or may hereafter prior to the Closing be, placed in or on or attached to the Real Property and are used in connection with the operation of the Property (but not including items owned or leased by tenants or which are leased under the Equipment Leases by the Company) (the “FF&E”); (b) all right, title and interest in and to (to the extent transferable under applicable law) all licenses, permits and authorizations presently issued in connection with the operation of all or any part of the Property as it is presently being operated (the “Licenses and Permits”); (c) all right, title and interest in and to (to the extent assignable) all warranties, if any, issued by any manufacturer, contractor, subcontractor, supplier or xxxxxxx in connection with the maintenance, repair, construction or installation of equipment or any component of the improvements included as part of the Property or FF&E; (d) all right, title and interest in and to (to the extent assignable) all Service Contracts; (e) all right, title and interest in and to all leases, subleases, licenses, contracts and other agreements, granting a real property interest to any other person for the use or occupancy of all or any part of the Property, other than the Bookings (the “Tenant Leases”) and all security and escrow deposits or other security held by or for the benefit of, or granted to, the Company in connection with, such Tenant Leases; (f) all right, title and interest in and to all leases and purchase money security agreements for any equipment, machinery, vehicles, furniture or other personal property located at the Real Property or used in the operation of the Real Property (the “Equipment Leases”), together with all deposits made thereunder; (g) all right, title and interest in and to all bookings and reservations for guest, conference, meeting and banquet rooms or other facilities at the Real Property for dates from and after the Closing (the “Bookings”), together with all deposits held by the Company with respect thereto; (h) all right, title and interest in and to any and all charges accrued to the open accounts of any guests or customers at the Real Property for the use or occupancy of any guest, conference, meeting or banquet rooms or other facilities at the Real Property, any restaurant, banquet services, or any other goods or services provided by or on behalf of the Company at the Real Property (the “Guest Ledger”), as set forth in Section 4.4(b)(i); (i) all items included within the definition of “Property and Equipment” under the latest edition of the Uniform System of Accounts for the Lodging Industry, as published by the Hotel Association of New York City, Inc. (the “Uniform System of Accounts”) and used in the operation of the Real Property, including, without limitation, linen, china, glassware, tableware, uniforms and similar items (“Property and Equipment”);
Appears in 2 contracts
Samples: Contribution Agreement (Summit Hotel Properties, Inc.), Contribution Agreement (Summit Hotel OP, LP)
Contribution of Contributed Assets. The Contributor agrees to contribute At the Closing (as defined in Section 2.2 herein) and transfer the Contributed Assets to the Acquirer, and the Acquirer agrees to accept the transfer of the Contributed Assets pursuant subject to the terms and conditions set forth contained in this Agreement. The Contributed Assets , the Contributor shall be transferred contribute, transfer, assign, convey and deliver to the Acquirer Operating Partnership, absolutely and unconditionally, and free and clear of all liens, encumbrances, security interests, prior assignments or conveyances, conditions, restrictions, claimsLiens (other than the Permitted Encumbrances), and other matters affecting title thereto. At the time of the transfer of the Contributed Assets to the AcquirerOperating Partnership shall acquire and accept, the Company shall own or have rights to use all of the following in connection with the Real Property:
its right, title and interest to (a) all furnitureof the right, furnishingstitle and interest of the Contributor on all assets and properties of the Contributor (other than the Excluded Assets), fixturesincluding, vehiclesbut not limited to, rugs, mats, carpeting, appliances, devices, engines, telephone (i) all of the Contributor’s rights and other communications equipment, televisions and other video equipment, plumbing fixtures and other equipment, and all other equipment and other personal property which are now, or may hereafter prior interests to the Closing beContributed Companies, placed in or on or attached to the Real Property and are used in connection with the operation of the Property (but not including items owned or leased by tenants or which are leased under the Equipment Leases by the Company) (the “FF&E”);
(bii) all right, title and interest in and to (to held directly or indirectly by the extent transferable under applicable law) all licenses, permits and authorizations presently issued in connection with the operation of all or any part of the Property as it is presently being operated (the “Licenses and Permits”);
(c) all right, title and interest in and to (to the extent assignable) all warrantiesContributor, if any, issued by any manufacturerin the Properties, contractor, subcontractor, supplier or xxxxxxx in connection with the maintenance, repair, construction or installation of equipment or any component (iii) all tangible and intangible personal property of the improvements included as part Contributor, (iv) all cash, cash equivalents and investments of the Property or FF&E;
Contributor (dthe “Contributed Assets”), and (b) all rightagreements to which the Contributor is a party, title and interest in and to directly or indirectly, including without limitation, (to the extent assignablei) all Service Contracts;
(e) all right, title and interest in and to all leases, subleases, licenses, contracts tenancies, possession agreements and other agreementsoccupancy agreements with tenants of such Properties, granting a real property interest and (2) all service, equipment, franchise, operating, management, parking, supply, utility and maintenance agreements relating to any other person for such Properties (all such agreements and arrangements, collectively, the use or occupancy “Assumed Agreements”), and in each case, free and clear of any and all Liens, subject only to the Permitted Encumbrances (as defined in Exhibit C). The contribution of the Contributed Assets and the Assumed Agreements, if any, and the assumption of all or any part obligations thereunder, shall be evidenced by the Contribution and Assumption Agreement in substantially the form of the Property, other than the Bookings Exhibit B attached hereto (the “Tenant LeasesContribution and Assumption Agreement”) ). The parties shall take such additional actions and all security execute such additional documentation as may be required by each relevant Contributed Company Agreement and escrow deposits or other security held by or for the benefit of, or granted to, Amended and Restated Agreement of Limited Partnership of the Company in connection with, such Tenant Leases;
(f) all right, title and interest in and to all leases and purchase money security agreements for any equipment, machinery, vehicles, furniture or other personal property located at the Real Property or used Operating Partnership in the operation form of the Real Property Exhibit B to this Agreement (the “Equipment LeasesOP Agreement”), together with all deposits made thereunder;
(g) all rightor as reasonably requested by the Operating Partnership in order to effect the transactions contemplated hereby. Additionally, title the Contributor, the Operating Partnership and interest in and to all bookings and reservations for guestthe Company agree that, conference, meeting and banquet rooms or other facilities at the Real Property for dates from and after the Closing (Closing, the “Bookings”)Contributor shall no longer be a Member or, together with all deposits held by the Company with respect thereto;
(h) all rightif applicable, title and interest in and to any and all charges accrued to the open accounts a Managing Member of any guests Contributed Company, and after the Closing shall have no obligations or customers at the Real Property for the use responsibilities as a Member or occupancy of any guest, conference, meeting or banquet rooms or other facilities at the Real Property, any restaurant, banquet services, or any other goods or services provided by or on behalf of the Company at the Real Property (the “Guest Ledger”)Managing Member, as set forth in Section 4.4(b)(i);
(i) all items included within the definition of “Property and Equipment” applicable, under the latest edition of the Uniform System of Accounts for the Lodging Industry, as published by the Hotel Association of New York City, Inc. (the “Uniform System of Accounts”) and used in the operation of the Real Property, including, without limitation, linen, china, glassware, tableware, uniforms and similar items (“Property and Equipment”);any Contributed Company Agreement.
Appears in 1 contract
Samples: Contribution Agreement (Strawberry Fields REIT, Inc.)
Contribution of Contributed Assets. The Contributor agrees to contribute and transfer the Contributed Assets to the Acquirer, and the Acquirer agrees to accept the transfer of the Contributed Assets pursuant Subject to the terms and conditions set forth in of this Agreement. The Contributed Assets , Contributor shall be transferred contribute to the Acquirer free and clear of all liens, encumbrances, security interests, prior assignments FADV or conveyances, conditions, restrictions, claimsits wholly-owned Subsidiary, and other matters affecting title thereto. At FADV agrees to accept or cause its wholly-owned Subsidiary to accept as a contribution from Contributor, at the time of the transfer of the Contributed Assets to the AcquirerClosing, the Company shall own or have rights to use all of the following in connection with the Real Property:
(a) all furniture, furnishings, fixtures, vehicles, rugs, mats, carpeting, appliances, devices, engines, telephone Contributor’s and other communications equipment, televisions and other video equipment, plumbing fixtures and other equipment, and all other equipment and other personal property which are now, or may hereafter prior to the Closing be, placed in or on or attached to the Real Property and are used in connection with the operation of the Property (but not including items owned or leased by tenants or which are leased under the Equipment Leases by the Company) (the “FF&E”);
(b) all its Affiliates’ right, title and interest in and to the assets (to personal, tangible and intangible) used exclusively in, which relate exclusively to, the extent transferable under applicable lawDivision, including those assets set forth below, free and clear of any Encumbrances (other than Division Permitted Liens and the Assumed Liabilities) (collectively, the “Contributed Assets”):
(a) all licenses, permits assets owned by the Division and authorizations presently issued in connection with reflected on the operation of Balance Sheet (other than Excluded Assets);
(b) certificates representing all or any part of the Property as it is presently being operated (issued and outstanding shares of Common Stock of the “Licenses Company, if any, duly endorsed in blank, or accompanied by stock powers duly executed in blank, by Contributor or, if the foregoing securities are not certificated, Contributor shall have caused the transfers thereof to have been duly recorded on the books and Permits”)records of the Company;
(c) all rightdocuments, title files, forms, processes, policies and interest in and to (procedures of Contributor that relate solely to the extent assignable) all warranties, if any, issued by any manufacturer, contractor, subcontractor, supplier or xxxxxxx in connection with the maintenance, repair, construction or installation of equipment or any component of the improvements included as part of the Property or FF&EDivision;
(d) all righttangible personal property of Contributor owned by Contributor and used solely in the Division, title including computer work stations, servers, printers, facsimile machines, photocopiers, scanners, furniture, fixtures and interest in and to (to the extent assignable) all Service Contractsequipment;
(e) all rightof the Division’s and the Company’s books and records (except those expressly included in Section 4.2(b)), title sales data, customer lists, all other information relating to customers, suppliers’ names and interest in contact information, mailing lists, files, documents, correspondence, lists, advertising and to all leasespromotional materials, subleasesstudies, licensesreports, contracts and other agreements, granting a real property interest printed or written materials relating solely to any other person for the use or occupancy of all or any part of the Property, other than the Bookings (the “Tenant Leases”) and all security and escrow deposits or other security held by or for the benefit of, or granted to, the Company in connection with, such Tenant LeasesDivision;
(f) all right, title of Contributor’s rights and interest in and interests under contracts to all leases and purchase money security agreements for any equipment, machinery, vehicles, furniture or other personal property located at which Contributor is a party that relate exclusively to the Real Property or used in the operation of the Real Property Division (the “Equipment LeasesAssumed Contracts”), together with all deposits made thereunder;
(g) all rightLicenses and other permits, title consents and interest in and to all bookings and reservations for guestcertificates of any regulatory, conference, meeting and banquet rooms administrative or other facilities at the Real Property for dates from and after the Closing (the “Bookings”), together with all deposits Governmental Entity issued to or held by Contributor for use solely in the Company with respect theretoDivision that are transferable;
(h) all rightclaims, title warranties, guarantees, refunds, causes of action, choses in action, rights of recovery, rights of set off, insurance proceeds and interest in and to rights of recoupment (excluding any and all charges accrued such item relating to the open accounts payment of any guests Taxes) relating solely to the Division or customers at the Real Property for the use or occupancy of any guest, conference, meeting or banquet rooms or other facilities at the Real Property, any restaurant, banquet services, or any other goods or services provided by or on behalf of the Company at the Real Property (the “Guest Ledger”), as set forth in Section 4.4(b)(i)Contributed Assets;
(i) cash and cash equivalents in the amount of $3,050,000;
(j) all items included within accounts receivable of Contributor derived exclusively from the definition of “Property and Equipment” under the latest edition business activity of the Uniform System Division;
(k) all of Accounts for the Lodging Industrytrademarks listed on Schedule 2.13(a); and
(l) all of the Purchased Assets (as defined in the Asset Purchase Agreement, as published by the Hotel Association of New York CityMarch 30, 2005, among Contributor, Experian Affiliate Acquisition, LLC and Experian Information Solutions, Inc. (the “Uniform System of AccountsXRES Purchase Agreement”) and, to the extent assignable, the rights and used obligations of Contributor under XRES Purchase Agreement and the agreements related thereto (except Contributor’s obligations in respect of any breach of (i) a representation or warranty made by Contributor or its Affiliate in the operation of XRES Purchase Agreement or (ii) any covenant by Contributor or its Affiliate in the Real Property, including, without limitation, linen, china, glassware, tableware, uniforms and similar items (“Property and Equipment”XRES Purchase Agreement required by its terms to be performed prior to Closing);.
Appears in 1 contract
Contribution of Contributed Assets. The (a) Contributor agrees does hereby irrevocably contribute, transfer, assign and convey to contribute Corporation, its successors and transfer the Contributed Assets to the Acquirerassigns, and the Acquirer agrees to accept the transfer of the Contributed Assets pursuant to the terms and conditions set forth in this Agreement. The Contributed Assets shall be transferred to the Acquirer free and clear of all liensany Encumbrances, encumbrancesto have and hold forever, security interests, prior assignments or conveyances, conditions, restrictions, claims, and other matters affecting title thereto. At the time of the transfer of the Contributed Assets to the Acquirer, the Company shall own or have rights to use all of the following in connection with the Real Property:
(a) all furniture, furnishings, fixtures, vehicles, rugs, mats, carpeting, appliances, devices, engines, telephone and other communications equipment, televisions and other video equipment, plumbing fixtures and other equipment, and all other equipment and other personal property which are now, or may hereafter prior to the Closing be, placed in or on or attached to the Real Property and are used in connection with the operation of the Property (but not including items owned or leased by tenants or which are leased under the Equipment Leases by the Company) (the “FF&E”);
(b) all Contributor's right, title and interest in and to (good and marketable title to the extent transferable under applicable lawContributed Assets.
(b) all licensesCorporation hereby accepts the contribution, permits transfer, assignment and authorizations presently issued in connection with the operation of all or any part conveyance to it of the Property as it is presently being operated (Contributed Assets. Corporation agrees that the “Licenses and Permits”);Contributed Assets shall be a contribution to the capital of Corporation by Contributor.
(c) On or prior to the Effective Date, Contributor shall deliver to Corporation all tangible embodiments of the Contributed Assets.
(d) Contributor shall execute and cause to be delivered to the Corporation such instruments and other documents, and shall take such other actions, as the Corporation may reasonably request for the purpose of carrying out or evidencing any of the transactions contemplated by this Agreement, including instruments of transfer and conveyance for recordation with the United States Patent Office ("USPTO") to evidence the transfer of the Patent to the Corporation, in the form attached hereto as Exhibit A. Contributor is signing such Patent Assignment contemporaneously with the execution of this Agreement, to be delivered to the USPTO on or after the Closing Date. If the Closing Date does not occur within six (6) months following the Effective Date, then Contributor shall have the right, title exercisable within ten (10) days thereafter by written notice to the Corporation, to rescind the transactions contemplated by this Agreement, and thereafter the Corporation shall convey, transfer and assign the Contributed Assets to Contributor, free and clear of any Encumbrances, and Contributor shall convey, transfer and assign to the Corporation of all of Contributor's right, title, and interest in and to (the Stock, which the Corporation shall be entitled to the extent assignable) all warranties, if any, issued by any manufacturer, contractor, subcontractor, supplier or xxxxxxx in connection with the maintenance, repair, construction or installation of equipment or any component cancel on its books and records upon receipt of the improvements included as part of the Property or FF&E;
(d) all right, title and interest in and to (to the extent assignable) all Service Contracts;rescission notice.
(e) Contributor shall not itself, nor shall it directly or indirectly assist or permit any Third Party to, Practice in any respect the Debrider Device or any device or product competitive therewith or any Intellectual Property Rights described or disclosed in the Patent or represented thereby.
(f) The Corporation shall own all right, title and interest in and to all leasesImprovements, subleasesImprovement Patents and Intellectual Property Rights therein developed by Contributor (whether in whole or in part) including without limitation: all preliminary designs and drafts, licensesall other writings and works of authorship, contracts all copies of such works in whatever medium such copies are fixed or embodied, all inventions, all derivative works and patentable and unpatentable inventions and improvements, all programs and processes, program modifications, ideas or creations, devices, techniques, and all worldwide copyrights, trademarks, patents or other agreementsintellectual property rights in and to such works. Corporation shall own and may seek to obtain Improvement Patents in its own name. In the event any right, granting a real property title or interest in and to any other person for the use or occupancy of all or any part of the PropertyImprovements, other than Improvement Patents or Intellectual Property Rights therein does not vest automatically in and with the Bookings (Corporation, Contributor agrees to and hereby does irrevocably assign, convey, and otherwise transfer to the “Tenant Leases”) Corporation, and the Corporation's respective successors and assigns, all security and escrow deposits or other security held by or for the benefit of, or granted to, the Company in connection with, such Tenant Leases;
(f) all right, title and interest therein and thereto with no requirement of further consideration from or action by Contributor or the Corporation. The Corporation shall have the exclusive worldwide right to register, in all cases as "claimant" and to when applicable as "author", all leases and purchase money security agreements for any equipment, machinery, vehicles, furniture or other personal property located at the Real Property or used in the operation of the Real Property (the “Equipment Leases”), together with all deposits made thereunder;
(g) all right, title and interest in and to all bookings and reservations for guest, conference, meeting and banquet rooms or other facilities at the Real Property for dates from and after the Closing (the “Bookings”), together with all deposits held by the Company with respect thereto;
(h) all right, title and interest copyrights in and to any copyrightable element of the Improvements, Improvement Patents or Intellectual Property Rights therein, and file any and all charges accrued applicable renewals and extensions of such copyright registrations. The Corporation shall also have the exclusive worldwide right to the open accounts of any guests or customers at the Real Property file applications for the use or occupancy of any guest, conference, meeting or banquet rooms or other facilities at the Real Property, any restaurant, banquet services, or any other goods or services provided by or on behalf of the Company at the Real Property (the “Guest Ledger”), as set forth in Section 4.4(b)(i);
and obtain (i) all items included within the definition of “Property patents on and Equipment” under the latest edition for any of the Uniform System of Accounts Improvements, Improvement Patents or Intellectual Property Rights therein in Contributor's name or otherwise and (ii) assignments for the Lodging Industry, as published by the Hotel Association of New York City, Inc. (the “Uniform System of Accounts”) and used in the operation transfer of the Real Property, including, without limitation, linen, china, glassware, tableware, uniforms and similar items (“Property and Equipment”);ownership of any such patents to the Corporation.
Appears in 1 contract
Contribution of Contributed Assets. The (a) Contributor agrees does hereby irrevocably contribute, transfer, assign and convey to contribute Corporation, its successors and transfer the Contributed Assets to the Acquirerassigns, and the Acquirer agrees to accept the transfer of the Contributed Assets pursuant to the terms and conditions set forth in this Agreement. The Contributed Assets shall be transferred to the Acquirer free and clear of all liensany Encumbrances, encumbrancesto have and hold forever, security interests, prior assignments or conveyances, conditions, restrictions, claims, and other matters affecting title thereto. At the time of the transfer of the Contributed Assets to the Acquirer, the Company shall own or have rights to use all of the following in connection with the Real Property:
(a) all furniture, furnishings, fixtures, vehicles, rugs, mats, carpeting, appliances, devices, engines, telephone and other communications equipment, televisions and other video equipment, plumbing fixtures and other equipment, and all other equipment and other personal property which are now, or may hereafter prior to the Closing be, placed in or on or attached to the Real Property and are used in connection with the operation of the Property (but not including items owned or leased by tenants or which are leased under the Equipment Leases by the Company) (the “FF&E”);
(b) all Contributor's right, title and interest in and to (good and marketable title to the extent transferable under applicable lawContributed Assets.
(b) all licensesCorporation hereby accepts the contribution, permits transfer, assignment and authorizations presently issued in connection with the operation of all or any part conveyance to it of the Property as it is presently being operated (Contributed Assets. Corporation agrees that the “Licenses and Permits”);Contributed Assets shall be a contribution to the capital of Corporation by Contributor.
(c) On or prior to the Effective Date, Contributor shall deliver to Corporation all tangible embodiments of the Contributed Assets.
(d) Contributor shall execute and cause to be delivered to the Corporation such instruments and other documents, and shall take such other actions, as the Corporation may reasonably request for the purpose of carrying out or evidencing any of the transactions contemplated by this Agreement, including instruments of transfer and conveyance for recordation with the United States Patent Office ("USPTO") to evidence the transfer of the Patent to the Corporation, in the form attached hereto as Exhibit A. Contributor is signing such Patent Assignment contemporaneously with the execution of this Agreement, to be delivered to the USPTO on or after the Closing Date. If the Closing Date does not occur within six (6) months following the Effective Date, then Contributor shall have the right, title exercisable within ten (10) days thereafter by written notice to the Corporation, to rescind the transactions contemplated by this Agreement, and thereafter the Corporation shall convey, transfer and assign the Contributed Assets to Contributor, free and clear of any Encumbrances, and Contributor shall convey, transfer and assign to the Corporation of all of Contributor's right, title, and interest in and to (the Stock, which the Corporation shall be entitled to the extent assignable) all warranties, if any, issued by any manufacturer, contractor, subcontractor, supplier or xxxxxxx in connection with the maintenance, repair, construction or installation of equipment or any component cancel on its books and records upon receipt of the improvements included as part of the Property or FF&E;
(d) all right, title and interest in and to (to the extent assignable) all Service Contracts;rescission notice.
(e) Contributor shall not itself, nor shall it directly or indirectly assist or permit any Third Party to, Practice in any respect the Debrider Device or any device or product competitive therewith or any Intellectual Property Rights described or disclosed in the Patent or represented thereby.
(f) The Corporation shall own all right, title and interest in and to all leasesImprovements, subleasesImprovement Patents and Intellectual Property Rights therein developed by Contributor (whether in whole or in part) including without limitation: all preliminary designs and drafts, licensesall other writings and works of authorship, contracts all copies of such works in whatever medium such copies are fixed or embodied, all inventions, all derivative works and patentable and unpatentable inventions and improvements, all programs and processes, program modifications, ideas or creations, devices, techniques, and all worldwide copyrights, trademarks, patents or other agreementsintellectual property rights in and to such works. Corporation shall own and may seek to obtain Improvement Patents in its own name. In the event any right, granting a real property title or interest in and to any other person for the use or occupancy of all or any part of the PropertyImprovements, other than Improvement Patents or Intellectual Property Rights therein does not vest automatically in and with the Bookings (Corporation, Contributor agrees to and hereby does irrevocably assign, convey, and otherwise transfer to the “Tenant Leases”) Corporation, and the Corporation's respective successors and assigns, all security and escrow deposits or other security held by or for the benefit of, or granted to, the Company in connection with, such Tenant Leases;
(f) all right, title and interest therein and thereto with no requirement of further consideration from or action by Contributor or the Corporation. The Corporation shall have the exclusive worldwide right to register, in all cases as "claimant" and to when applicable as "author", all leases and purchase money security agreements for any equipment, machinery, vehicles, furniture or other personal property located at the Real Property or used in the operation of the Real Property (the “Equipment Leases”), together with all deposits made thereunder;
(g) all right, title and interest in and to all bookings and reservations for guest, conference, meeting and banquet rooms or other facilities at the Real Property for dates from and after the Closing (the “Bookings”), together with all deposits held by the Company with respect thereto;
(h) all right, title and interest copyrights in and to any copyrightable element of the Improvements, Improvement Patents or Intellectual Property Rights therein, and file any and all charges accrued applicable renewals and extensions of such copyright registrations. The Corporation shall also have the exclusive worldwide right to the open accounts of any guests or customers at the Real Property file applications for the use or occupancy of any guest, conference, meeting or banquet rooms or other facilities at the Real Property, any restaurant, banquet services, or any other goods or services provided by or on behalf of the Company at the Real Property (the “Guest Ledger”), as set forth in Section 4.4(b)(i);
and obtain (i) all items included within the definition of “Property patents on and Equipment” under the latest edition for any of the Uniform System of Accounts Improvements, Improvement Patents or Intellectual Property Rights therein in Contributor's name or otherwise and (ii) assignments for the Lodging Industry, as published by the Hotel Association of New York City, Inc. (the “Uniform System of Accounts”) and used in the operation transfer of the Real Property, including, without limitation, linen, china, glassware, tableware, uniforms and similar items (“Property and Equipment”);ownership of any such patents to the Corporation. -3- 3.
Appears in 1 contract
Samples: Contribution and Royalty Agreement