The Purchase. Foreland shall have the right to exercise the Option at any time during the Option Period as set forth in Article II of this Agreement. On such timely exercise, PSC shall be obligated to sell, and Foreland shall be obligated to purchase the Business and Business Assets as set forth in this Article III. Except as set forth in section 3.02 of this Agreement, and on the terms and conditions contained in this Agreement, PSC shall sell, assign, transfer, convey, set over, and deliver to Foreland, and Foreland shall purchase from PSC, the Business and the Business Assets, consisting of the following: (i) all tangible personal property owned by PSC and located at, or used in connection with, the operation of the Eagle Springs Refinery, the Tonopah Refinery (including the emulsifier), or Petrosource Transportation, (ii) the asphalt blower equipment located at the Fredonia Terminal (provided Foreland, at its own expense, removes such equipment from PSC's property within 24 months after the Closing Date, otherwise the ownership of such equipment shall revert to PSC), and (iii) the rights of PSC as lessee of all tangible personal property leased, including the equipment, tools, vehicles, furniture and fixtures, and supplies described in Exhibit "A" (the "Tangible Personal Property"); (b) all of PSC's rights as lessee to the real property and all buildings and improvements thereon on which the Eagle Springs Refinery and the Tonopah Refinery are located, as more particularly described in Exhibit "B" (the "Real Property"); (c) all inventory of PSC existing as of the Effective Time which was purchased in furtherance of the Business, as described in Exhibit "C" (the "Inventory"); (d) all of the notes and trade and other accounts receivable associated with the Eagle Springs Refinery, the Tonopah Refinery, or Petrosource Transportation existing as of the Effective Time, and all cash and cash equivalents in payment thereof received after the Effective Time, as described in Exhibit "D" (the "Accounts Receivable"); (e) all of PSC's rights under (i) those crude oil and transmix purchase contracts and agreements described in Exhibit "E" which were entered into by PSC in the ordinary course of business and are executory, and (ii) all contracts and agreements intended to facilitate the sale of asphalt or other refinery products manufactured at the Eagle Springs or Tonopah refineries, together (the "Contract Rights"); (f) lists of current and past (within the preceding two years) customers and lists of prospective customers (i.e., persons with whom PSC has discussed potential sales and from whom PSC has received what PSC believes to be serious expressions of interest) of the Business compiled by PSC including, to the extent the same is in the possession of PSC, the name, address, contact person, and telephone number of each such customer or prospective customer (the "Customer Lists"), set forth on Exhibit "F"; (g) all lists of current and past (within the preceding two years) suppliers and all files, records, and data used in connection with the Business; (h) those prepaid expenses, fees, deposits, letters of credit, or bonds with respect to the Business or Business Assets, including those set forth on Exhibit "G," (the "Prepaid Expenses"); (i) all federal, state, or local licenses, permits, or approvals granted or used in connection with the operation of the Business or the Business Assets; (j) all of PSC's rights under warranties covering the Tangible Personal Property being transferred hereunder to the fullest extent permitted by such warranties; (k) all intellectual property of PSC necessary to the operation of the Business, including the proprietary scheduling software used in connection with Petrosource Transportation and the right to use any trade secrets, confidential or proprietary information, or general processes used by PSC in the conduct of the Business, together with a non-exclusive right to use the process and name "Melt Pac(TM)," to sell asphalt manufactured at either the Eagle Springs Refinery or the Tonopah Refinery in the states of Arizona, California, Colorado, Nevada, New Mexico and Utah only, provided Foreland pays PSC a royalty equal to $2.00 per ton of roofing asphalt sold in Melt Pac(TM) bags., all as described in Exhibit "H" (the "Intellectual Property"); (l) the current telephone number(s) used in connection with the Business at its locations in Eagle Springs and Tonopah, Nevada, and telephone and other directory listings used by PSC in the operation of the Business other than the Salt Lake City numbers; (m) to the extent permitted by the carrier, all contracts of insurance relating to the Business or Business Assets and all claims, casualties, or other occurrences prior to the Closing Date and prepaid premiums or deposits related thereto, which policies are specific to and separately maintained for the Business Assets, as described in Exhibit "I" (the "Insurance Policies"); (n) originals or copies of all accounting, operating, management, and other business records in documentary or electronic form relating to the Business (provided, however, PSC may maintain a record copy of any such items); (o) the rights of PSC under all confidentiality, non-competition, or similar agreements with present or former employees, consultants, and others associated with PSC insofar as related to the Business; (p) the goodwill of PSC associated with the business; and (q) all other assets of PSC used to carry out the Business or Business Assets not included in any specific provision of the foregoing subsections existing as of the Effective Time which are not excluded in section 3.02.
Appears in 1 contract
The Purchase. Foreland shall have the right to exercise the Option at any time during the Option Period as set forth in Article II of this Agreement. On such timely exercise, PSC shall be obligated to sell, and Foreland shall be obligated to purchase the Business and Business Assets as set forth in this Article III. Except as set forth in section 3.02 of this Agreement, and on the terms and conditions contained in this Agreement, PSC shall sell, assign, transfer, convey, set over, and deliver to Foreland, and Foreland shall purchase from PSC, the Business and the Business Assets, consisting of the following:
(i) all tangible personal property owned by PSC and located at, or used in connection with, the operation of the Eagle Springs Refinery, the Tonopah Refinery (including the emulsifier), or Petrosource Transportation, (ii) the asphalt blower equipment located at the Fredonia Terminal (provided Foreland, at its own expense, removes such equipment from PSC's property within 24 months after the Closing Date, otherwise the ownership of such equipment shall revert to PSC), and (iii) the rights of PSC as lessee of all tangible personal property leased, including the equipment, tools, vehicles, furniture and fixtures, and supplies described in Exhibit "A" (the "Tangible Personal Property");
(b) all of PSC's rights as lessee to the real property and all buildings and improvements thereon on which the Eagle Springs Refinery and the Tonopah Refinery are located, as more particularly described in Exhibit "B" (the "Real Property");
(c) all inventory of PSC existing as of the Effective Time which was purchased in furtherance of the Business, as described in Exhibit "C" (the "Inventory");
(d) all of the notes and trade and other accounts receivable associated with the Eagle Springs Refinery, the Tonopah Refinery, or Petrosource Transportation existing as of the Effective Time, and all cash and cash equivalents in payment thereof received after the Effective Time, as described in Exhibit "D" (the "Accounts Receivable");
; (e) all of PSC's rights under (i) those crude oil and transmix purchase contracts and agreements described in Exhibit "E" which were entered into by PSC in the ordinary course of business and are executory, and (ii) all contracts and agreements intended to facilitate the sale of asphalt or other refinery products manufactured at the Eagle Springs or Tonopah refineries, together (the "Contract Rights");
(f) lists of current and past (within the preceding two years) customers and lists of prospective customers (i.e., persons with whom PSC has discussed potential sales and from whom PSC has received what PSC believes to be serious expressions of interest) of the Business compiled by PSC including, to the extent the same is in the possession of PSC, the name, address, contact person, and telephone number of each such customer or prospective customer (the "Customer Lists"), set forth on Exhibit "F";
(g) all lists of current and past (within the preceding two years) suppliers and all files, records, and data used in connection with the Business;
(h) those prepaid expenses, fees, deposits, letters of credit, or bonds with respect to the Business or Business Assets, including those set forth on Exhibit "G," (the "Prepaid Expenses");
(i) all federal, state, or local licenses, permits, or approvals granted or used in connection with the operation of the Business or the Business Assets;
(j) all of PSC's rights under warranties covering the Tangible Personal Property being transferred hereunder to the fullest extent permitted by such warranties;
(k) all intellectual property of PSC necessary to the operation of the Business, including the proprietary scheduling software used in connection with Petrosource Transportation and the right to use any trade secrets, confidential or proprietary information, or general processes used by PSC in the conduct of the Business, together with a non-exclusive right to use the process and name "Melt Pac(TM)," to sell asphalt manufactured at either the Eagle Springs Refinery or the Tonopah Refinery in the states of Arizona, California, Colorado, Nevada, New Mexico and Utah only, provided Foreland pays PSC a royalty equal to $2.00 per ton of roofing asphalt sold in Melt Pac(TM) bags., all as described in Exhibit "H" (the "Intellectual Property");
(l) the current telephone number(s) used in connection with the Business at its locations in Eagle Springs and Tonopah, Nevada, and telephone and other directory listings used by PSC in the operation of the Business other than the Salt Lake City numbers;
(m) to the extent permitted by the carrier, all contracts of insurance relating to the Business or Business Assets and all claims, casualties, or other occurrences prior to the Closing Date and prepaid premiums or deposits related thereto, which policies are specific to and separately maintained for the Business Assets, as described in Exhibit "I" (the "Insurance Policies");
(n) originals or copies of all accounting, operating, management, and other business records in documentary or electronic form relating to the Business (provided, however, PSC may maintain a record copy of any such items);
(o) the rights of PSC under all confidentiality, non-competition, or similar agreements with present or former employees, consultants, and others associated with PSC insofar as related to the Business;
(p) the goodwill of PSC associated with the business; and
(q) all other assets of PSC used to carry out the Business or Business Assets not included in any specific provision of the foregoing subsections existing as of the Effective Time which are not excluded in section 3.02.
Appears in 1 contract
The Purchase. As a result of Foreland shall have the right to exercise the exercising its Option at any time during the Option Period as set forth in Article II of this the Option and Purchase Agreement. On , (i) Foreland Refining shall sell to Foreland Asset all of the issued and outstanding stock of Petrosource Transportation and the Business Assets set forth in subparagraphs (a), (b), (k), and (n) below that are owned by it; and (ii) after completion of the sale of assets contemplated by subparagraph (i) and the distribution of the proceeds from such timely exercisesale to Petro Source Corporation, PSC Petro Source Corporation shall be obligated to sell, and Foreland shall be obligated purchase, all of the issued and outstanding stock of Foreland Refining. References in this Agreement to purchase the acquisition of the Business and Business Assets as set forth in this Article III. Except as set forth in section 3.02 shall be read to mean the acquisition of this Agreement, and on the terms and conditions contained in this Agreement, PSC shall sell, assign, transfer, convey, set over, and deliver to Foreland, and Foreland shall purchase from PSC, the Business and Business Assets through the purchase of the assets to be sold to Foreland Asset and the subsequent purchase of the issued and outstanding stock of Foreland Refining. The Business Assetsand Business Assets shall, consisting subject to the Excluded Assets identified in Section 3.02, consist of the following:
(a) (i) all tangible personal property owned by PSC and located at, or used in connection with, the operation of the Eagle Springs Refinery, the Tonopah Refinery (including excluding the emulsifieremulsifier and the two asphalt spreader trucks and related equipment), or Petrosource Transportation, (ii) the roofing asphalt blower equipment located at the Fredonia Terminal (provided Foreland, at its own expense, removes such equipment from PSC's property within 24 months after the Closing Date, otherwise the ownership of such equipment shall revert to PSCCrown Asphalt Distribution, L.L.C.), and (iii) the rights of PSC as lessee of all tangible personal property leased, including the equipment, tools, vehicles, furniture and fixtures, and supplies described in Exhibit "A" (the "Tangible Personal Property");
(b) all of PSC's rights as lessee or holder of rights-of-way to the real property and all buildings and improvements thereon on which the Eagle Springs Refinery and the Tonopah Refinery are located, as more particularly described in Exhibit "B" (the "Real Property");
(c) all inventory of PSC existing as of the Effective Time which was purchased in furtherance of the Business, as described in Exhibit "C" (the "Inventory");
(d) all of the notes and trade and other accounts receivable associated with the Eagle Springs Refinery, the Tonopah Refinery, or Petrosource Transportation existing as of the Effective Time, and all cash and cash equivalents in payment thereof received after the Effective Time, as described in Exhibit "D" (the "Accounts Receivable");
(e) all cash, cash equivalents, and prepaid expenses held by Foreland Refining or Petrosource Transportation;
(f) all of PSC's rights under (i) those crude oil and transmix purchase contracts and agreements described in Exhibit "E" which were entered into by PSC in the ordinary course of business and are executory, and (ii) all contracts and agreements intended to facilitate the sale of asphalt or other refinery products manufactured at the Eagle Springs or Tonopah refineriesrefineries (together, together (the "Contract Rights");
(fg) lists of current and past (within the preceding two years) customers and lists of prospective customers (i.e., persons with whom PSC has discussed potential sales and from whom PSC has received what PSC believes to be serious expressions of interest) of the Business compiled by PSC including, to the extent the same is in the possession of PSC, the name, address, contact person, and telephone number of each such customer or prospective customer (the "Customer Lists"), set forth on Exhibit "F";
(gh) all lists of current and past (within the preceding two years) suppliers and all files, records, and data used in connection with the Business;
(hi) those prepaid expenses, fees, deposits, letters of credit, or bonds with respect to the Business or Business Assets, including those set forth on Exhibit "G," (the "Prepaid Expenses");
(ij) to the extent they are assignable, all federal, state, or local licenses, permits, or approvals granted or used in connection with the operation of the Business or the Business Assets;
(jk) all of PSC's rights under warranties covering the Tangible Personal Property being transferred hereunder to the fullest extent permitted by such warranties;
(kl) all intellectual property of PSC necessary to the operation of the Business, including the proprietary scheduling software used in connection with Petrosource Transportation and the right to use any trade secrets, confidential or proprietary information, or general processes used by PSC in the conduct of the Business, together with a non-exclusive right to use the process and name "Melt Pac(TM)," to sell asphalt manufactured at either the Eagle Springs Refinery or the Tonopah Refinery in the states PacTM License from Petro Source Asphalt Company dated as of ArizonaMay 31, California, Colorado, Nevada, New Mexico and Utah only, provided Foreland pays PSC a royalty equal to $2.00 per ton of roofing asphalt sold in Melt Pac(TM) bags.1998, all as described in Exhibit "H" (the "Intellectual Property");
(lm) the current telephone number(s) used in connection with the Business at its locations in Eagle Springs and Tonopah, Nevada, and telephone and other directory listings used by PSC in the operation of the Business other than the Salt Lake City numbers;
(mn) to the extent permitted by the carriercarrier without financial assurances or continued obligation by Petro Source Corporation, all contracts of insurance relating to the Business or Business Assets and all claims, casualties, or other occurrences prior to the Closing Date and prepaid premiums or deposits related thereto, which policies are specific to and separately maintained for the Business Assets, as described in Exhibit "I" (the "Insurance Policies");
(no) originals or copies of all accounting, operating, management, and other business records in documentary or electronic form relating to the Business or Business Assets (provided, however, PSC may maintain a record copy of any such items);
(op) the rights of PSC under all confidentiality, non-non- competition, or similar agreements with present or former employees, consultants, and others associated with PSC insofar as related to the Business;
(pq) the goodwill of PSC associated with the businessBusiness, including the right to use the name "Petrosource Transportation" but excluding the use of the name "Petro Source Refining"; and
(qr) all other assets of PSC used to carry out the Business or part of the Business Assets not included in any specific provision of the foregoing subsections existing as of the Effective Time which are not excluded in section 3.02.
Appears in 1 contract
The Purchase. As a result of Foreland shall have the right to exercise the exercising its Option at any time during the Option Period as set forth in Article II of this the Option and Purchase Agreement. On , (i) Foreland Refining shall sell to Foreland Asset all of the issued and outstanding stock of Petrosource Transportation and the Business Assets set forth in subparagraphs (a), (b), (k), and (n) below that are owned by it; and (ii) after completion of the sale of assets contemplated by subparagraph (i) and the distribution of the proceeds from such timely exercisesale to Petro Source Corporation, PSC Petro Source Corporation shall be obligated to sell, and Foreland shall be obligated purchase, all of the issued and outstanding stock of Foreland Refining. References in this Agreement to purchase the acquisition of the Business and Business Assets as set forth in this Article III. Except as set forth in section 3.02 shall be read to mean the acquisition of this Agreement, and on the terms and conditions contained in this Agreement, PSC shall sell, assign, transfer, convey, set over, and deliver to Foreland, and Foreland shall purchase from PSC, the Business and Business Assets through the purchase of the assets to be sold to Foreland Asset and the subsequent purchase of the issued and outstanding stock of Foreland Refining. The Business Assetsand Business Assets shall, consisting subject to the Excluded Assets identified in Section 3.02, consist of the following:
(a) (i) all tangible personal property owned by PSC and located at, or used in connection with, the operation of the Eagle Springs Refinery, the Tonopah Refinery (including excluding the emulsifieremulsifier and the two asphalt spreader trucks and related equipment), or Petrosource Transportation, (ii) the roofing asphalt blower equipment located at the Fredonia Terminal (provided Foreland, at its own expense, removes such equipment from PSC's property within 24 months after the Closing Date, otherwise the ownership of such equipment shall revert to PSCCrown Asphalt Distribution, L.L.C.), and (iii) the rights of PSC as lessee of all tangible personal property leased, including the equipment, tools, vehicles, furniture and fixtures, and supplies described in Exhibit "A" (the "Tangible Personal Property");
(b) all of PSC's rights as lessee or holder of rights-of-way to the real property and all buildings and improvements thereon on which the Eagle Springs Refinery and the Tonopah Refinery are located, as more particularly described in Exhibit "B" (the "Real Property");
; (c) all inventory of PSC existing as of the Effective Time which was purchased in furtherance of the Business, as described in Exhibit "C" (the "Inventory");
(d) all of the notes and trade and other accounts receivable associated with the Eagle Springs Refinery, the Tonopah Refinery, or Petrosource Transportation existing as of the Effective Time, and all cash and cash equivalents in payment thereof received after the Effective Time, as described in Exhibit "D" (the "Accounts Receivable");
(e) all of PSC's rights under (i) those crude oil and transmix purchase contracts and agreements described in Exhibit "E" which were entered into by PSC in the ordinary course of business and are executory, and (ii) all contracts and agreements intended to facilitate the sale of asphalt or other refinery products manufactured at the Eagle Springs or Tonopah refineries, together (the "Contract Rights");
(f) lists of current and past (within the preceding two years) customers and lists of prospective customers (i.e., persons with whom PSC has discussed potential sales and from whom PSC has received what PSC believes to be serious expressions of interest) of the Business compiled by PSC including, to the extent the same is in the possession of PSC, the name, address, contact person, and telephone number of each such customer or prospective customer (the "Customer Lists"), set forth on Exhibit "F";
(g) all lists of current and past (within the preceding two years) suppliers and all files, records, and data used in connection with the Business;
(h) those prepaid expenses, fees, deposits, letters of credit, or bonds with respect to the Business or Business Assets, including those set forth on Exhibit "G," (the "Prepaid Expenses");
(i) all federal, state, or local licenses, permits, or approvals granted or used in connection with the operation of the Business or the Business Assets;
(j) all of PSC's rights under warranties covering the Tangible Personal Property being transferred hereunder to the fullest extent permitted by such warranties;
(k) all intellectual property of PSC necessary to the operation of the Business, including the proprietary scheduling software used in connection with Petrosource Transportation and the right to use any trade secrets, confidential or proprietary information, or general processes used by PSC in the conduct of the Business, together with a non-exclusive right to use the process and name "Melt Pac(TM)," to sell asphalt manufactured at either the Eagle Springs Refinery or the Tonopah Refinery in the states of Arizona, California, Colorado, Nevada, New Mexico and Utah only, provided Foreland pays PSC a royalty equal to $2.00 per ton of roofing asphalt sold in Melt Pac(TM) bags., all as described in Exhibit "H" (the "Intellectual Property");
(l) the current telephone number(s) used in connection with the Business at its locations in Eagle Springs and Tonopah, Nevada, and telephone and other directory listings used by PSC in the operation of the Business other than the Salt Lake City numbers;
(m) to the extent permitted by the carrier, all contracts of insurance relating to the Business or Business Assets and all claims, casualties, or other occurrences prior to the Closing Date and prepaid premiums or deposits related thereto, which policies are specific to and separately maintained for the Business Assets, as described in Exhibit "I" (the "Insurance Policies");
(n) originals or copies of all accounting, operating, management, and other business records in documentary or electronic form relating to the Business (provided, however, PSC may maintain a record copy of any such items);
(o) the rights of PSC under all confidentiality, non-competition, or similar agreements with present or former employees, consultants, and others associated with PSC insofar as related to the Business;
(p) the goodwill of PSC associated with the business; and
(q) all other assets of PSC used to carry out the Business or Business Assets not included in any specific provision of the foregoing subsections existing as of the Effective Time which are not excluded in section 3.02.
Appears in 1 contract
The Purchase. As a result of Foreland shall have the right to exercise the exercising its Option at any time during the Option Period as set forth in Article II of this the Option and Purchase Agreement. On , (i) Foreland Refining shall sell to Foreland Asset all of the issued and outstanding stock of Petrosource Transportation and the Business Assets set forth in subparagraphs (a), (b), (k), and (n) below that are owned by it; and (ii) after completion of the sale of assets contemplated by subparagraph (i) and the distribution of the proceeds from such timely exercisesale to Petro Source Corporation, PSC Petro Source Corporation shall be obligated to sell, and Foreland shall be obligated purchase, all of the issued and outstanding stock of Foreland Refining. References in this Agreement to purchase the acquisition of the Business and Business Assets as set forth in this Article III. Except as set forth in section 3.02 shall be read to mean the acquisition of this Agreement, and on the terms and conditions contained in this Agreement, PSC shall sell, assign, transfer, convey, set over, and deliver to Foreland, and Foreland shall purchase from PSC, the Business and Business Assets through the purchase of the assets to be sold to Foreland Asset and the subsequent purchase of the issued and outstanding stock of Foreland Refining. The Business Assetsand Business Assets shall, consisting subject to the Excluded Assets identified in Section 3.02, consist of the following:
(a) (i) all tangible personal property owned by PSC and located at, or used in connection with, the operation of the Eagle Springs Refinery, the Tonopah Refinery (including excluding the emulsifieremulsifier and the two asphalt spreader trucks and related equipment), or Petrosource Transportation, (ii) the roofing asphalt blower equipment located at the Fredonia Terminal (provided Foreland, at its own expense, removes such equipment from PSC's property within 24 months after the Closing Date, otherwise the ownership of such equipment shall revert to PSCCrown Asphalt Distribution, L.L.C.), and (iii) the rights of PSC as lessee of all tangible personal property leased, including the equipment, tools, vehicles, furniture and fixtures, and supplies described in Exhibit "A" (the "Tangible Personal Property");
(b) all of PSC's rights as lessee or holder of rights-of-way to the real property and all buildings and improvements thereon on which the Eagle Springs Refinery and the Tonopah Refinery are located, as more particularly described in Exhibit "B" (the "Real Property");
(c) all inventory of PSC existing as of the Effective Time which was purchased in furtherance of the Business, as described in Exhibit "C" (the "Inventory");
(d) all of the notes and trade and other accounts receivable associated with the Eagle Springs Refinery, the Tonopah Refinery, or Petrosource Transportation existing as of the Effective Time, and all cash and cash equivalents in payment thereof received after the Effective Time, as described in Exhibit "D" (the "Accounts Receivable");
(e) all cash, cash equivalents, and prepaid expenses held by Foreland Refining or Petrosource Transportation;
(f) all of PSC's rights under (i) those crude oil and transmix purchase contracts and agreements described in Exhibit "E" which were entered into by PSC in the ordinary course of business and are executory, and (ii) all contracts and agreements intended to facilitate the sale of asphalt or other refinery products manufactured at the Eagle Springs or Tonopah refineriesrefineries (together, together (the "Contract Rights");
(fg) lists of current and past (within the preceding two years) customers and lists of prospective customers (i.e., persons with whom PSC has discussed potential sales and from whom PSC has received what PSC believes to be serious expressions of interest) of the Business compiled by PSC including, to the extent the same is in the possession of PSC, the name, address, contact person, and telephone number of each such customer or prospective customer (the "Customer Lists"), set forth on Exhibit "F";
(gh) all lists of current and past (within the preceding two years) suppliers and all files, records, and data used in connection with the Business;
(hi) those prepaid expenses, fees, deposits, letters of credit, or bonds with respect to the Business or Business Assets, including those set forth on Exhibit "G," (the "Prepaid Expenses");
(ij) to the extent they are assignable, all federal, state, or local licenses, permits, or approvals granted or used in connection with the operation of the Business or the Business Assets;
(jk) all of PSC's rights under warranties covering the Tangible Personal Property being transferred hereunder to the fullest extent permitted by such warranties;
(kl) all intellectual property of PSC necessary to the operation of the Business, including the proprietary scheduling software used in connection with Petrosource Transportation and the right to use any trade secrets, confidential or proprietary information, or general processes used by PSC in the conduct of the Business, together with a non-exclusive right to use the process and name "Melt Pac(TM)," to sell asphalt manufactured at either the Eagle Springs Refinery or the Tonopah Refinery in the states of Arizona, California, Colorado, Nevada, New Mexico and Utah only, provided Foreland pays PSC a royalty equal to $2.00 per ton of roofing asphalt sold in Melt Pac(TM) bags.License from Petro Source Asphalt Company dated as of May 31, 1998, all as described in Exhibit "H" (the "Intellectual Property");
(lm) the current telephone number(s) used in connection with the Business at its locations in Eagle Springs and Tonopah, Nevada, and telephone and other directory listings used by PSC in the operation of the Business other than the Salt Lake City numbers;
(mn) to the extent permitted by the carriercarrier without financial assurances or continued obligation by Petro Source Corporation, all contracts of insurance relating to the Business or Business Assets and all claims, casualties, or other occurrences prior to the Closing Date and prepaid premiums or deposits related thereto, which policies are specific to and separately maintained for the Business Assets, as described in Exhibit "I" (the "Insurance Policies");
(no) originals or copies of all accounting, operating, management, and other business records in documentary or electronic form relating to the Business or Business Assets (provided, however, PSC may maintain a record copy of any such items);
(op) the rights of PSC under all confidentiality, non-competition, or similar agreements with present or former employees, consultants, and others associated with PSC insofar as related to the Business;
(pq) the goodwill of PSC associated with the businessBusiness, including the right to use the name "Petrosource Transportation" but excluding the use of the name "Petro Source Refining"; and
(qr) all other assets of PSC used to carry out the Business or part of the Business Assets not included in any specific provision of the foregoing subsections existing as of the Effective Time which are not excluded in section 3.02.
Appears in 1 contract
