Included Assets. The Assets referred to in Section 1.1(a)(ii) shall include, without limitation, the following assets, properties and rights of Seller used directly or indirectly in the conduct of, or generated by or constituting, the Business, except as otherwise expressly set forth in this Agreement:
Included Assets. Subject to the terms and conditions set forth below, Seller agrees to sell, grant, transfer, assign and convey, and Buyer agrees to purchase, acquire, pay for and accept all of Seller's right, title and interest in and to the following real and personal property interests, other than the Excluded Assets (the "Property"):
Included Assets. Upon the terms and subject to the satisfaction of the conditions contained in this Agreement, at the Closing, Seller will sell, assign, convey, transfer and deliver, or cause to be sold, assigned, conveyed, transferred and delivered, to Buyer, and Buyer will purchase, assume and acquire from Seller free and clear of all Encumbrances (except for Permitted Encumbrances), all of Seller's right, title and interest in and to the properties and assets constituting, or primarily used in the ownership, maintenance or operation of, Palisades and the Big Rock ISFSI at or prior to the Closing (other than the Excluded Assets) (collectively, the "Included Assets"), including the following:
Included Assets. Except as may be specifically identified in Schedule 1.2 ("Excluded Assets"), the Company is sold with all of its property and assets of any kind, real or personal, tangible or intangible, including but not limited to any and all of its inventory, pending orders, accounts receivable, equipment, fixtures, leases, leasehold improvements, Cash on hand, deposits, Contracts and contract rights, customer lists, contacts, advantageous business relationships with vendors and other parties, computer software, Internet web sites, trade names, trademarks, service marks and other Intellectual Property rights, business records, and good will. All utility and lease deposits, accounts receivable and cash drawer amounts shall remain in place. Any utility and lease deposits which were paid or advanced by Seller will be separately assigned by the Seller to the Buyer at the Closing.
Included Assets. The Assets shall include, without limitation, the following assets, properties and rights of Seller and Holdings used in the conduct of, or generated by or constituting the Business, except as otherwise expressly excluded pursuant to Section 1.1(b):
Included Assets. Subject to the terms and conditions hereof, as of the closing date referred to in Section 3 below (the “Closing Date”), the Seller will sell, convey, transfer, assign and deliver to the Buyer, free and clear of any lien, charge or encumbrance of any kind other than those permitted encumbrances set forth on Schedule 1B attached hereto (“Permitted Encumbrances”), and, the Buyer will purchase from the Seller as of the Closing Date, at the purchase price provided for in Section 2 below, the properties and assets of the Seller, as existing on the Closing Date, listed in Schedule 1A hereto (the “Assets”). The Assets to be sold include those agreements listed on Schedule 1A (the “Assigned Agreements”). Only the Assets listed in Schedule 1A are included in the sale.