Assets of Florida Consulting Firm

Sale of assets of Abide Brands, Inc., includes:

1. (i) all Company intellectual property, including, without limitation, trade secrets, software, hardware, the underlying source code, and any copyrights, trademarks, trade names, brands or other goodwill associated therewith and rights related thereto, all domainnames owned by theCompany; (ii) customer lists; (iii) the Contracts (as defined below); (iv) accounts receivable; and (v) the Company’s inventory, if any, and other fixed assets (including, without limitation, furniture, servers, laptops, equipment, trade show booths, etc.) in the Business at the closing of the Transaction.
2. “Contracts” shall include, without limitation, in each case subject to LTV Fund’s due diligence, the following contracts, leases, and other agreements: (a) contracts with existing Company clients; (b) contracts with existing Company vendors; (c) out-bound licenses of the Company’s intellectual property and other assets to third parties; (d) in-bound licenses of intellectual property and other assets used by the Company; (e) real estate leases for all Company properties and (f) rights under the Prior Transaction Documents.