Common use of Exchange Party Excluded Assets Clause in Contracts

Exchange Party Excluded Assets. Notwithstanding anything to the contrary contained herein, the Exchange Party Station Assets shall not include the following assets along with all rights, title and interest therein (the "Exchange Party Excluded Assets"): (a) all cash and cash equivalents of Exchange Party, including without limitation certificates of deposit, commercial paper, treasury bills, marketable securities, asset or money market accounts and all such similar accounts or investments; (b) all accounts receivable or notes receivable arising in the operation of the Exchange Party Stations prior to Closing; (c) all tangible and intangible personal property of Exchange Party disposed of or consumed in the ordinary course of business of Exchange Party between the date of this Agreement and Closing; (d) all Exchange Party Station Contracts that terminate or expire prior to Closing in the ordinary course of business of Exchange Party; (e) Exchange Party's name, corporate minute books, charter documents, corporate stock record books and such other books and records as pertain to the organization, existence or share capitalization of Exchange Party, duplicate copies of the records of the Exchange Party Stations, and all records not relating exclusively to the operation of the Exchange Party Stations; (f) contracts of insurance, and all insurance proceeds or claims made thereunder; (g) all pension, profit sharing or cash or deferred (Section 401(k)) plans and trusts and the assets thereof and any other employee benefit plan or arrangement and the assets thereof, if any, maintained by Exchange Party; and (h) any rights, properties or assets described on Schedule 1.4(h), and all rights, properties and assets not specifically described in Section 1.3.

Exchange Party Excluded Assets. Notwithstanding anything to the contrary contained herein, Entercom expressly acknowledges and agrees that the following assets and properties of Exchange Party (the “Exchange Party Excluded Assets”) shall not be acquired by Entercom and are excluded from the Exchange Party Station Assets shall not include the following assets along with all rights, title and interest therein (the "Exchange Party Excluded Assets"):: (a) Exchange Party’s books and records pertaining to the corporate organization, existence or capitalization of Exchange Party; (b) all cash, cash and cash equivalents equivalents, or similar type investments of Exchange Party, including without limitation such as certificates of deposit, commercial paper, treasury bills, marketable securities, asset or money market accounts and all such or similar accounts or investments; (b) , and all accounts receivable monies held by or notes receivable arising in the operation on behalf of the Exchange Party Stations prior to Closingthird parties as security deposits under leases or other agreements; (c) (i) all tangible accounts receivable existing at the earlier of (A) the LMA Date or (B) the Effective Time, and intangible personal property of Exchange Party disposed of (ii) notes receivable, promissory notes or consumed in the ordinary course of business of Exchange Party between the date of this Agreement and Closingamounts due from employees; (d) all Exchange Party Station Contracts that terminate or expire prior to Closing in the ordinary course of business of Exchange Partyintercompany accounts receivable and accounts payable; (e) Exchange Party's nameall insurance policies or any proceeds payable thereunder, corporate minute books, charter documents, corporate stock record books and such other books and records than as pertain to the organization, existence or share capitalization of Exchange Party, duplicate copies of the records of the Exchange Party Stations, and all records not relating exclusively to the operation of the Exchange Party Stationsprovided in Section 10.9; (f) contracts of insurance, and all insurance proceeds or claims made thereunder; (g) all pension, profit sharing or cash or deferred (Section 401(k)) plans and trusts and the assets thereof and any other employee benefit plan or arrangement arrangement; (g) all interest in and to refunds of taxes relating to all periods prior to the Effective Time; (h) all tangible and intangible personal property disposed of or consumed in the ordinary course between the date of this Agreement and the assets Closing Date as provided by this Agreement and provided that Exchange Party shall replace any such items consistent with its past practices; (i) all rights to the name “Bonneville” and logos or variations thereof, if anyincluding trademarks, maintained trade names and domain names, and all goodwill associated therewith; (j) all rights to marks not currently but previously used in the operation of the Exchange Party Stations, where such use has been abandoned by the Exchange Party Stations, and all goodwill associated therewith; (k) the accounting and payroll systems used by Exchange PartyParty and its Affiliates, whether in hard copy, stored on a computer, disk or otherwise; (l) all ASCAP, BMI and SESAC licenses; (m) all items of personal property owned by personnel at the Exchange Party Stations; (n) any cause of action or claim relating to any event or occurrence prior to the Effective Time; (o) all rights of Exchange Party under this Agreement or the transactions contemplated hereby; (p) all of the tangible assets identified on Schedule 1.4(p), which may be conveyed to AIM Broadcasting-San Francisco, L.L.C. (“AIM”) pursuant to the terms of a letter of intent by and among Exchange Party and AIM (the “AIM Transaction”); and (hq) any rights, properties or the assets described identified on Schedule 1.4(h1.4(q), and all rights, properties and assets not specifically described in Section 1.3.

Exchange Party Excluded Assets. Notwithstanding anything to the contrary contained herein, the Exchange Party Station Assets shall not include the following assets along with all rights, title and interest therein (the "Exchange Party Excluded Assets"): (a) all cash and cash equivalents of Exchange Party, including without limitation certificates of deposit, commercial paper, treasury bills, marketable securities, asset or money market accounts and all such similar accounts or investments; (b) all accounts receivable or notes receivable arising in the operation of the Exchange Party Stations prior to Closing; (c) all tangible and intangible personal property of Exchange Party disposed of or consumed in the ordinary course of business of Exchange Party between the date of this Agreement and Closing; (d) all Exchange Party Station Contracts that terminate or expire prior to Closing in the ordinary course of business of Exchange Party; (e) Exchange Party's name, corporate minute books, charter documents, corporate stock record books and such other books and records as pertain to the organization, existence or share capitalization of Exchange Party, duplicate copies of the records of the Exchange Party Stations, and all records not relating exclusively to the operation of the Exchange Party Stations; (f) contracts of insurance, and all insurance proceeds or claims made thereunder; (g) all pension, profit sharing or cash or deferred (Section 401(k)) plans and trusts and the assets thereof and any other employee benefit plan or arrangement and the assets thereof, if any, maintained by Exchange Party; and; (h) any rights, properties or assets described on Schedule 1.4(h), and all rights, properties and assets not specifically described in Section 1.3; and (i) any tangible or intangible right or interest in the Mailbox Buster business, none of which is used in the business or operation of the Exchange Party Stations except the Mailbox Buster agreement listed on Schedule 1.3(c).

Exchange Party Excluded Assets. Notwithstanding anything to the contrary contained herein, the Exchange Party Station Assets shall not include the following assets along with all rights, title and interest therein (the "Exchange Party Excluded Assets"): (a) all cash and cash equivalents of Exchange Party, including without limitation certificates of deposit, commercial paper, treasury bills, marketable securities, asset or money market accounts and all such similar accounts or investments; (b) all accounts receivable or notes receivable arising in the operation of the Exchange Party Stations prior to Closing; (c) all tangible and intangible personal property of Exchange Party disposed of or consumed in the ordinary course of business of Exchange Party between the date of this Agreement and Closing; (d) all Exchange Party Station Contracts that terminate or expire prior to Closing in the ordinary course of business of Exchange Party; (e) Exchange Party's name, corporate minute books, charter documents, corporate stock record books and such other books and records as pertain to the organization, existence or share capitalization of Exchange Party, duplicate copies of the records of the Exchange Party Stations, and all records not relating exclusively to the operation of the Exchange Party Stations; (f) contracts of insurance, and all insurance proceeds or claims made thereunder; (g) all pension, profit sharing or cash or deferred (Section 401(k)) plans and trusts and the assets thereof and any other employee benefit plan or arrangement and the assets thereof, if any, maintained by Exchange Party; and; (h) any rights, properties or assets described on Schedule 1.4(h), and all rights, properties and assets not specifically described in Section 1.3; and (i) The Exchange Party Station tangible assets and real property sold to Clear Channel pursuant to the TPPA.