Purchased Assets; Excluded Assets. (a) The term “
Purchased Assets; Excluded Assets. Purchaser agrees to purchase from Seller, and Seller agrees to sell, convey, transfer, assign and deliver, or cause to be sold, conveyed, transferred, assigned and delivered, to Purchaser, at the Closing, all of Seller’s right, title and interest in, to and under the Purchased Assets, free and clear of all Liens, other than, in the case of all Purchased Assets other than the Subject Shares, Permitted Liens. Purchaser shall not purchase or acquire or otherwise obtain any right, title or interest in any Excluded Asset.
Purchased Assets; Excluded Assets. (a) The Purchased Assets means (i) all of the assets of Seller used primarily in the Business or necessary for the operation of the Business (in each case, excluding the Excluded Assets) and (ii) none of the assets of Subsidiaries of LBHI (other than assets of LBI) except as otherwise specifically provided in the Agreement or this Letter. Purchased Assets shall include:
Purchased Assets; Excluded Assets. At the Closing, Purchaser is purchasing from Seller, and Seller is selling, conveying, transferring, assigning and delivering or causing to be sold, conveyed, transferred, assigned and delivered, to Purchaser, all of Seller’s rights, title and interest in, to and under the Purchased Assets, free and clear of all Liens. Purchaser is not purchasing and shall not purchase or acquire or otherwise obtain any right, title or interest in, to or under any Excluded Asset.
Purchased Assets; Excluded Assets. (a) Without limiting the generality of the definition of “Purchased Assets” set forth in the third recital to this Agreement, the Purchased Assets shall include all of Seller Parent’s and Seller’s (and, as applicable, their respective Affiliates’) right, title and interest in and to the following:
Purchased Assets; Excluded Assets. (a) The term “Purchased Assets” means, except for the Excluded Assets, all of Seller’s right, title and interest in and to all properties and assets (tangible or intangible) used or held in connection with the Station Business, including the following:
Purchased Assets; Excluded Assets. (a) As used herein, the term “Assets” refers to the following and all of Seller’s right, title and interest therein:
Purchased Assets; Excluded Assets. On the terms and subject to the conditions herein, at Closing, Seller agrees, transfer and deliver to sell to Buyer, and Buyer agrees to purchase from Seller, all of the Seller's right, title and interest in and to specific Seller's assets used in the conduct of Business that are described in subsections (a) through (g) below or on Exhibit B (collectively, the "Purchased Assets"):
Purchased Assets; Excluded Assets. (a) At the Effective Time, the Transferor does hereby sell, transfer, assign, convey and deliver as hereinafter provided, without representation or warranty of any kind, express or implied (except to the extent expressly provided for in this Transfer and Assignment and in the Purchase and Assumption Agreement) to the Transferee, and the Transferee shall purchase, accept, assume and acquire as hereinafter provided, without representation or warranty of any kind, express or implied (except to the extent expressly provided for in this Transfer and Assignment and in the Purchase and Assumption Agreement) from the Transferor, all of the following:
Purchased Assets; Excluded Assets. Upon the terms and subject to the conditions contained in this Agreement, at the Closing, Seller and Seller Parent shall (and, to the extent necessary, shall cause their respective Affiliates to) sell, convey, transfer, assign and deliver to Purchaser (or ISR Purchaser, as the case may be), and Purchaser (or ISR Purchaser, as the case may be) shall acquire from Seller and Seller Parent (and any applicable Affiliates), free and clear of all Encumbrances except Closing Permitted Encumbrances, all of the Purchased Assets; provided, however, that ISR Purchaser shall acquire only that part of the Purchased Assets that are (x) Seller’s tangible Personal Property and (y) rights under the Leases (collectively, the “ISR Purchased Assets”). Notwithstanding the foregoing, the Purchased Assets shall not include, and the Seller Parties shall retain, the Excluded Assets.
