Common use of Excluded Assets Clause in Contracts

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 (Pc Tel Inc)

AutoNDA by SimpleDocs

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 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 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 (Santi Group Inc /Ga)

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 1.12.1(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 (Albany Ladder Co Inc), Asset Purchase Agreement (First Acceptance Corp /De/), Asset Purchase Agreement (Albany Ladder Co 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 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 (Multi Color Corp), Asset Purchase Agreement (Journal Communications Inc)

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 (Players International Inc /Nv/)

Excluded Assets. Notwithstanding Section 1.1anything contained in this Agreement to the contrary, the following assets of the Seller (the “Excluded Assets”) shall are not be included in the Purchased Assets:

Appears in 4 contracts

Samples: Asset Purchase Agreement (Lemaitre Vascular Inc), Asset Purchase Agreement (Lemaitre Vascular Inc), Asset Purchase Agreement (Lemaitre Vascular 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 (Stone & Webster Inc), Asset Purchase Agreement (Shaw Group Inc), Asset Purchase Agreement (Shaw Group Inc)

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 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 1.11.1.1, 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 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 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 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 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, Lease Recording (Quest Energy Partners, L.P.), Agreement for Purchase and Sale (Constellation Energy Partners LLC)

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 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 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 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 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 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 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 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 in Section 1.12.01 to the contrary, the Purchased Assets shall not include, and Buyer shall not be deemed to purchase or acquire, any of the following assets of Seller (the “Excluded Assets”) shall not be included in the Purchased Assets:):

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Us Concrete 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

Samples: Asset Purchase Agreement, Asset Purchase Agreement

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 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 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 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

Samples: Asset Purchase Agreement, Agreement (Air T Inc)

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 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 (Mti Technology Corp), Asset Purchase Agreement (Smith Micro Software Inc)

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 Inc.), Purchase and Sale Agreement (Refco Group Ltd., LLC)

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 Inc /Ca/), Asset Purchase Agreement (Omnicell Com /Ca/)

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 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 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

Samples: Asset Purchase Agreement (Celera CORP)

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

Samples: Asset Purchase Agreement (Therma Wave Inc)

Excluded Assets. Notwithstanding Anything in this Agreement to the contrary notwithstanding, but subject to Section 1.12.1(c), the following assets of Seller the Asset Sellers (the "Excluded Assets") shall are being retained by them and will not be included in the Purchased Assets:

Appears in 1 contract

Samples: Sale and Purchase Agreement (Lear Corp)

Excluded Assets. Notwithstanding Section 1.1anything to the contrary contained herein, the Assets do not include any other assets of Seller, including without limitation, the following assets of Seller (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):

Appears in 1 contract

Samples: Purchase and Sale Agreement (Dynacq Healthcare Inc)

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 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

Samples: Asset Purchase Agreement (Able Energy Inc)

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

Samples: Asset Purchase Agreement (Boyd Gaming Corp)

Excluded Assets. Notwithstanding the provisions of Section 1.1, the Purchased Assets shall not include any of the following assets of Seller (the "Excluded Assets”) shall not be included in the Purchased Assets:"):

Appears in 1 contract

Samples: Asset Purchase Agreement (D G Jewellery of Canada LTD)

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 1.12.2, 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 provisions of Section 1.12.1 above, the Purchased Assets do not include, and the Sellers do not hereby transfer to the Purchasers any of the following assets of Seller (hereinafter the “Excluded Assets”) shall not be included in the Purchased Assets:):

Appears in 1 contract

Samples: Asset Purchase Agreement (Frontier Oilfield Services Inc)

Excluded Assets. Notwithstanding Except as expressly set forth in Section 1.12.1 above, the following Seller is not selling and the Buyer is not purchasing any other assets of the Seller (the "Excluded Assets”) "). Notwithstanding anything in Section 2.1 hereof, the term "Purchased Assets" shall not include any of the following assets, each of which shall be included in the Purchased Assetsan Excluded Asset:

Appears in 1 contract

Samples: Purchase and Sale Agreement (Investors Financial Services Corp)

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 Section 1.1the foregoing, the Purchased Assets shall not include any of the following assets of Seller Seller, which shall be excluded from the sale hereunder (the “Excluded Assets”) shall not be included in the Purchased Assets:):

Appears in 1 contract

Samples: Asset Purchase Agreement (Iec Electronics Corp)

Excluded Assets. Notwithstanding anything to the contrary in Section 1.11.1 hereof, the Assets will not include any of the following assets of the Seller (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 the provisions of Section 1.11.2 above, the following Assets shall not be deemed to include any of the assets of Seller described in the following Sections 1.3.1 through 1.3.9 (collectively the “Excluded Assets”) shall ), which Excluded Assets will be retained by Seller and not be included in the Purchased Assetssold, assigned, conveyed, transferred or delivered to Buyer hereunder:

Appears in 1 contract

Samples: Agreement for Purchase and Sale (Advanced Technical Products Inc)

Excluded Assets. Notwithstanding Section 1.12(a) hereof, the Assets do not include, Sellers shall retain, and Buyer shall not acquire any right, title or interest in and to the following assets of Seller Assets (the “Excluded Assets”) shall not be included in the Purchased Assets:):

Appears in 1 contract

Samples: Purchase and Sale Agreement

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

Samples: Asset Purchase Agreement (Encompass Services Corp)

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

Samples: Asset Purchase Agreement (Dynasil Corp of America)

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

Samples: Asset Purchase Agreement (Bizzingo, Inc.)

Excluded Assets. Notwithstanding anything to the contrary contained in Section 1.12.1 or elsewhere in this Agreement, the following assets of Seller (collectively, the "Excluded Assets") shall are not be included in the Purchased Assets:: ---------------

Appears in 1 contract

Samples: Asset Purchase Agreement (Balchem Corp)

AutoNDA by SimpleDocs

Excluded Assets. Notwithstanding anything to the contrary in Section 1.1, the Purchased Assets shall exclude the following assets of Seller (the “"Excluded Assets") shall not be included in of the Purchased AssetsSeller:

Appears in 1 contract

Samples: Asset Purchase Agreement (Video City 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

Samples: Asset Purchase Agreement (Kindred Healthcare, Inc)

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 any provision of Section 1.12(a) hereof, the Assets do not include, and the Seller shall retain all right, title and interest in and to the following assets of Seller (the “Excluded Assets”) shall not be included in the Purchased Assets:):

Appears in 1 contract

Samples: Asset Purchase Agreement (Blue Dolphin Energy Co)

Excluded Assets. Notwithstanding the provisions of Section 1.12.2, 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 Transferred Assets:

Appears in 1 contract

Samples: Asset Purchase Agreement (Fundtech LTD)

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

Samples: Agreement and Plan of Demerger (Neophotonics Corp)

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

Samples: Asset Purchase Agreement (Material Sciences Corp)

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

Samples: Master Purchase Agreement (Us Dry Cleaning Corp)

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

Samples: Asset Purchase Agreement (HireQuest, Inc.)

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 Section 1.12.1, the following assets of Seller (the “Excluded Assets”) shall are retained by Seller and the Asset Subsidiaries and are not be included in the Purchased Assets:

Appears in 1 contract

Samples: Asset Purchase Agreement (Visteon Corp)

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

Samples: Asset Purchase Agreement (Handleman Co /Mi/)

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

Samples: Asset Purchase Agreement (Nucor Corp)

Excluded Assets. Notwithstanding anything set forth in 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

Samples: Escrow Agreement (Beasley Broadcast Group Inc)

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

Samples: Asset Purchase Agreement (Engage Inc)

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

Samples: Asset Purchase Agreement (Myr Group Inc.)

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

Samples: Asset Purchase Agreement (Juhl Energy, Inc)

Excluded Assets. Notwithstanding Section 1.1, the following assets of Seller listed on Exhibit 1.2 (the "Excluded Assets") shall not be included in the Purchased Assets:.

Appears in 1 contract

Samples: Asset Purchase Agreement (Net Element International, Inc.)

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

Samples: Asset Purchase Agreement (Radiologix Inc)

Excluded Assets. Notwithstanding Section 1.1, the The following assets of Seller are excluded from sale to Buyer (the “Excluded Assets”) shall ), and are not be included in the Purchased Assets:

Appears in 1 contract

Samples: Asset Purchase Agreement (Sutura, Inc.)

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

Samples: Asset Purchase Agreement (Orbotech LTD)

Excluded Assets. Notwithstanding Section 1.1, the following All assets of Seller not expressly listed in Section 1.1 are excluded and will be retained by Seller (collectively, the “Excluded Assets”) shall not be included ). The Excluded Assets include all of Seller’s right, title, and interest in and to the Purchased Assetsfollowing assets:

Appears in 1 contract

Samples: Asset Purchase Agreement (Rockwell Medical, Inc.)

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

Samples: Asset Purchase Agreement (Thermo Ecotek Corp)

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 1.11.01, the following assets of Seller are expressly excluded from the Purchased Assets (the collectively, “Excluded Assets”) shall not be included in the Purchased Assets:):

Appears in 1 contract

Samples: Asset Purchase Agreement (Autoinfo Inc)

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

Samples: Asset Purchase Agreement (Neon Systems Inc)

Excluded Assets. Notwithstanding Section 1.1the foregoing provisions of this Article 1, the following assets of Seller shall not constitute Assets and shall not be sold, assigned or conveyed to Buyer pursuant to Article 1 (such assets as described herein below, the “Excluded Assets”) shall not be included in the Purchased Assets:):

Appears in 1 contract

Samples: Purchase and Sale Agreement (Rosetta Resources Inc.)

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

Samples: Asset Purchase Agreement (Wsi Industries Inc)

Excluded Assets. Notwithstanding Section 1.12.3, the Acquired Assets shall not include, and Buyer 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 1 contract

Samples: Contribution and Sale Agreement (NGL Energy Partners LP)

Excluded Assets. Notwithstanding anything to the contrary contained in Section 1.11.1 or elsewhere in this Agreement, the following assets of Seller the Relevant Entities (the “Excluded Assets”) shall are not be included in part of the Purchased sale and purchase contemplated by this Agreement and are excluded from the Acquired Assets:

Appears in 1 contract

Samples: Acquisition Agreement (Imation Corp)

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

Samples: Purchase and Sale Agreement (SRC Energy Inc.)

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

Samples: Asset Purchase Agreement (Alphatec Holdings, Inc.)

Excluded Assets. Notwithstanding Section 1.1anything to the contrary contained herein, the Sale Assets will not include, and Purchaser will not acquire or own, any of the following assets of Seller (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):

Appears in 1 contract

Samples: Acquisition Agreement (Richardson Electronics LTD/De)

Excluded Assets. Notwithstanding any provision of Section 1.12(a) hereof, the Assets do not include, and the Seller shall retain all right, title and interest in and to the following assets of Seller (the "Excluded Assets”) shall not be included in the Purchased Assets:"):

Appears in 1 contract

Samples: Purchase and Sale Agreement (Midcoast Energy Resources Inc)

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 1.12.1, 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

Samples: Asset Purchase Agreement (Knology Inc)

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

Samples: Asset Purchase Agreement (Kana Software 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 (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):

Appears in 1 contract

Samples: Asset Purchase Agreement (Nucor Corp)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!