NPC Assets definition

NPC Assets means NPC’s entire right, title and interest in and to all assets within the area outlined in purple on the land plat contained in the CD attached hereto as Schedule “B” including, without limitation,
View Source
NPC Assets means assets (excluding the books and records of the Selling Shareholders), properties, leases, contracts, agreements, and rights of NPC of every type and description, real, personal, and mixed, tangible and intangible, including without limitation, all cash on hand and in banks, trade accounts receivable, other accounts receivable, deposits, prepaid items, furniture and fixtures, office equipment and supplies, real property and improvements, leases and leasehold improvements, trademarks, including the Hit-Lotto(TM), ▇-▇▇▇ ▇▇▇ ▇▇▇▇▇(▇▇), ▇-▇▇▇ ▇▇▇ Lotto(TM) and 1-900 Hit Lotto(TM) trademarks and Hit-Lotto Value Card deferred pre-operating costs, other tangible properties, and its business as a going concern, goodwill and proprietary computer software operating system, as contained in the NPC Financials and more fully described in Exhibit "B" hereto.
View Source
NPC Assets means assets (excluding the books and records of the Selling Shareholders), properties, leases, contracts, agreements, and rights of NPC of every type and description, real, personal, and mixed, tangible and intangible, including without limitation, all cash on hand and in banks, trade accounts receivable, other accounts receivable, deposits, prepaid [NUOGAM\AGR:NPCSTKPR.AGR]-5 items, furniture and fixtures, office equipment and supplies, real property and improvements, leases and leasehold improvements, trademarks, including the Hit-LottoTM, 1-800 Hit LottoTM, and 1-900 Hit LotttoTM trademarks and Hit-Lotto Value Card deferred pre-operating costs, other tangible properties, and its business as a going concern, goodwill and proprietary computer software operating system, as contained in the NPC Financials and more fully described in Exhibit "B" hereto.
View Source

Examples of NPC Assets in a sentence

  • Notwithstanding that the PH Assets and the NPC Assets are being sold to the respective parties “AS IS, WHERE IS” (except as otherwise provided in the respective representations and warranties of the parties in this Agreement), with all faults, and subject to the limitations set forth herein, both parties agree to indemnify the other party for the actual costs incurred by the respective party to cure any Critical Deficiency.

  • PH will cooperate with NPC to see that the transfer of the PH Assets proceeds smoothly and NPC will cooperate with PH to see that the transfer of the NPC Assets proceeds smoothly.

  • The purchasing party specifically acknowledges that this provision supersedes entirely all prior oral or written discussions, agreements or understandings regarding the selling party’s responsibility for the costs to repair Critical Deficiencies or other faults related to the PH Assets or the NPC Assets.

  • PH’s decision to purchase the NPC Assets for the consideration set forth in this Agreement was made independently, based on this Agreement and on inspection of the Profit and Loss Summaries by PH or its agents or representatives (and on other information available to PH), without reliance on the book ledgers or on any oral statements of any kind or character by NPC or its representatives.

  • In such event New Company Shares having a fair market value equal to any portion of the $1,200,000 principal sum of the Notes then unpaid plus fifty percent (50%) of the value of the NPC Assets, if any, liquidated by the transferee shall be substituted as collateral for the NPC Assets liquidated as to which a security interest is granted to the Selling Shareholders under the terms of the Notes, a copy of which is attached as Exhibit "A".

  • NPC has provided, or will provide to the Company, prior to Closing, a complete and accurate description of the NPC Assets, including but not limited to a list of all investments of NPC, which accurately sets forth the nature of NPC's interest or ownership in each investment and, if [NUOGAM\AGR:NPCPNO.STK] applicable, the jurisdictions in which the respective investments have been incorporated, organized, and currently doing business.

  • In such event the New Company Shares shall be substituted as collateral for the NPC Assets liquidated as to which a security interest is granted to the Selling Shareholders under the terms of the Notes, a copy of which is attached as Exhibit "A".

  • NPC has provided, or will provide to the Company, prior to Closing, a complete and accurate description of the NPC Assets, including but not limited to a list of all investments of NPC, which accurately sets forth the nature of NPC's interest or ownership in each investment and, if applicable, the jurisdictions in which the respective investments have been incorporated, organized, and currently doing business.

  • The total consideration paid by PH and PHI for the sixty-eight (68) NPC Assets acquired by PH at the Closing will be $18,775,530 (“NPC Purchase Price”).

  • The total consideration paid by PH and PHI for the forty-one (41) NPC Assets acquired by PH at the Closing will be $19,045,424 (“NPC Purchase Price”).