Definition of Assets. For purposes of this Agreement, the term "Assets" shall mean and include the following assets of the Business Contribution Member:
Definition of Assets. The term "Assets" shall mean all right, title, and interest that the Seller now has, or may have in the future, in and to the properties (both real and personal) and assets (both tangible and intangible) as set forth and described on Schedule 1.03. All properties and assets not set forth and fully described on Schedule 1.03 are expressly excluded from the term "Assets" for the purposes of this Agreement.
Definition of Assets. For the purposes of this Agreement, the definition of "Assets", as further denoted in this Exhibit shall be:
(1) All the corporate stock of Ergo Systems and (2) GSA contract GS 35F4874H and associated accounts receivables and accounts payables in relation thereto EXHIBIT B PURCHASE PRICE AND TERMS
Definition of Assets. Assets" shall mean all of the assets, properties and rights of Seller of every kind and description, whether real or personal, tangible or intangible, and wherever situated, relating to the operation of the Division and the Business, except the Excluded Assets. Assets shall include, but not be limited to, the following categories of assets held by, owned by or, in the case of a leasehold interest, leased by Seller, but only in respect of the Division or the Business, in each case whether or not reflected on the June 30 Balance Sheet, as of the Closing:
Definition of Assets. The term "Assets" shall mean all right, title, and interest that the Seller now has, or may have in the future, in and to the properties (both real and personal) and assets (both tangible and intangible) as set forth and described on Schedule 1.03, including without limitation 100% of the issued and outstanding equity securities of Positive Impact Waste Servicing, Inc., a Texas corporation and a wholly-owned subsidiary of the Seller (the "Seller Subsidiary"). All properties and assets not set forth and fully described on Schedule 1.03 are expressly excluded from the term "Assets" for the purposes of this Agreement.
Definition of Assets. Effective as of the Closing Date (as defined in Section 1.2), Seller shall sell, assign, transfer, convey and deliver the following assets to Purchaser (collectively, the "Assets"):
(a) all worldwide right, title and interest in or to the following property, whether known or unknown, now existing or hereafter arising, together with all copyrights therein, the right to secure copyrights therein and the right to renew, extend, continue and continue-in-part copyrights therein, in each case throughout the world:
(i) the series title "Adventures of The Royal Academy" and each of the titles of the Masters as such titles are set forth on Schedule 1.1(a)(i);
(ii) each and every one of the video masters comprising or relating to or created in connection with the Property, a complete list of which is set forth on Schedule 1.1(a)(ii) (the "Masters");
(iii) the literary works, scripts, storyboards, treatments and concepts embodied in, relating to or created in connection with the Masters or any future productions relating to the Property;
(iv) the characters, plots, themes and storylines embodied in, relating to or created in connection with the Masters;
(v) all tapes embodying the Masters and any advertising therefor, including those set forth on Schedule 1.1(a)(v), and all negatives, cuts, outtakes and edits prepared in connection with the Property, whether or not embodied in the Masters;
(vi) all artwork embodied in the Masters and any outtakes or edits not embodied in the Masters;
(vii) all adaptations, versions or derivative works of any of the foregoing;
(viii) all future productions of video masters based on the Property, the title thereto and the characters, plots, themes or storylines embodied therein;
(ix) all other intangible property rights relating to the Masters or the Property; and
(b) all worldwide right, title and interest in or to the trade names and trademarks, whether registered or unregistered, used by Seller from time to time in connection with the Property, together with the right to secure the same therein and the right to renew and extend the same, in each case throughout the world, including those listed on Schedule 1.1
Definition of Assets. As used herein, the following terms shall have the following meanings:
Definition of Assets. As used herein the term "Assets" shall mean all assets of the Company, including those relating to the Acquired Business, whether such assets are tangible or intangible, of every kind, nature and description wherever situated, including, without limitation, all of the assets owned by the Company on the Closing Date but excluding the Company's charter to exist as a limited liability company, the Company's membership records, the Company's minute book, the Company's corporate seal, and other corporate records having exclusively to do with its corporate organization and capitalization. The Assets being conveyed hereunder include but are not limited to the following:
Definition of Assets. For purposes of this Agreement, and except as provided in Section 1.4 below, the "Assets" means and includes the assets, properties and rights of LCS which, as of the Transfer Date, LCS owns or has a right to use and are used exclusively in the Inertial Operation. No real property or leaseholds of any real property are included in this Agreement. The Assets include but are not limited to the following:
Definition of Assets. For purposes of ____________________ this Agreement, except for the Excluded Assets, Assets shall mean properties, books, records, subscriber lists, licenses, authorizations, tangible or intangible, real or personal that are currently in existence and are necessary to conduct the local telephone exchange, cellular, deregulated marketing and common businesses ____________________________________________________ PTI COMMUNICATIONS OF ALASKA, INC. 1 - ASSET PURCHASE AGREEMENT of the Seller, including but not limited to those assets defined on the Financial Statements of FMUS as of 12/31/95 in the following amounts: Telephone Regulated Utility Plant and Equipment $104,709,308 Teleconnect Equipment $ 6,341,909 Cellular Equipment $ 3,713,126 Common Plant and Equipment $ 3,487,481 Land as set forth in Schedule 1.2 and incorporated herein by reference Further, all assets acquired from 12/31/95 in the normal course of business until the date of Closing will be treated as an included asset including Working Capital and Restricted Assets, defined in the FMUS Financial Statements as: (i) Revenue Fund Cash and Cash Investments, (ii) Accounts Receivable less Allowance for Doubtful Accounts, (iii) Other Receivables, (iv) Unbilled Receivables, (v) Estimated Access Revenues Receivable, (vi) Prepaid Expenses and Deposits and (vii) Notes Receivable (Current Portion), (viii) Compensatory Balance, (ix) Construction Fund Investments, (x) Revenue Bond Fund Investments, (xi) Customer Deposits and Interests, (xii) Notes Receivable and (xiii) Investment in Sales Type Leases and the inventory of materials and supplies that are necessary to conduct the telephone local exchange, cellular deregulated marketing, and common functions of FMUS.
