The Assumed Contracts. 2.1.5 the Accounts Receivable;
The Assumed Contracts. Except as described on Schedule 3.19, with respect to the Assumed Contracts listed on Schedule 3.18:
The Assumed Contracts. Schedule 2.1(a) and Schedule 2.5 contain accurate and complete lists of the Assumed Contracts and the Assignment Excluded Assets, respectively, copies of which Seller has made available to Buyer in accurate and complete form. Section 5.15(a)(i) of the Seller Disclosure Schedule provides an accurate description of the terms of each Contract relating to the Assets that is not in written form. Each of the Assumed Contracts and the Assignment Excluded Assets is a valid and binding obligation of Seller and, to Seller’s knowledge, of the other parties thereto, enforceable in accordance with its terms except as may be affected by bankruptcy, insolvency, moratorium or similar laws affecting creditors’ rights generally and general principles of equity relating to the availability of equitable remedies.
The Assumed Contracts. (e) All intangibles and all other information and similar intangible assets relating to any of the Stations, including those listed in Schedule 3.9 hereto;
The Assumed Contracts. 2.1.2 The Inventory;
The Assumed Contracts. (e) The Intangibles and all other intangible assets of Seller relating to the Station that are not specifically included within the Intangibles, including the goodwill of the Station, if any, except for any lists of donors, contributors or other supporters of the Station;
The Assumed Contracts. With respect to the Assumed Contracts listed on Schedule 2.01(f), Seller has made available to Buyer true and correct copies of the Assumed Contracts, and has given, and will give, the agents, employees, and representatives of Buyer access to the originals of the Assumed Contracts in its possession. Seller represents and warrants with respect to the Assumed Contracts that:
The Assumed Contracts. As a part of the purchase transaction, NXCN is assuming contractual rights and obligations from LXC. These are:
The Assumed Contracts. 2.1.2. all books, records, manuals, reports, business plans, data, mailing lists, customer lists, supplier lists, price lists, sales records, vendor data, marketing information and procedures, sales and customer files, current product material, standard forms of documents and manuals of operations or business procedures (other than Intellectual Property), in each case to the extent relating solely to the Purchased Assets or the Assumed Liabilities, whether in hard copy or electronic format, including the Business Tax Records but excluding the Excluded Books and Records (collectively, the “Business Books and Records”), including the technical transfer packages set forth on Schedule 2.1.2; provided, that Seller may temporarily retain possession of and may utilize any Business Books and Records related to the manufacturing of the Molecules on behalf of Buyer to the extent required to comply with its obligations under the Supply Agreement until such time as Buyer has elected thereunder to manufacture one or more of the Molecules, at which xxxx Xxxxxx shall deliver all such Business Books and Records (or portions thereof) solely applicable to said Molecules, which shall include such technical transfer packages, to Buyer; provided, further, that Seller shall not be required to deliver Business Tax Records to the extent separate books and records comprising the Business Tax Records are not readily available, but will provide reasonable access to the portions of such books and records comprising the Business Tax Records from time to time, as may be reasonably requested by Buyer.
The Assumed Contracts. To the best knowledge of Seller, Schedule 1.1(h) sets forth an accurate list of the Assumed Contracts. Except as set forth in Schedule 1.1(h) or in Schedule 3.20(a), Seller has made available to Buyer true and correct copies of the Assumed Contracts. Seller represents and warrants with respect to the Assumed Contracts that:
