Assets of Healthcare Services Business

Sale of assets of MMDS of North Carolina, Inc., including all of Seller's property and assets, real, personal or mixed, tangible and intangible, of every kind and description, wherever located, including without limitation the following:

• All tangible assets, including without limitation all equipment and inventory, furniture, fixtures, supplies, hardware, vehicles, computer systems, telephone systems, tools and machines, and those assets set forth on Schedule 2.1(a) hereof (collectively, the "Tangible Assets"), except as otherwise set forth herein with respect to certain Encumbered Assets that are deemed Excluded Assets pursuant to Schedule 2.6;
• The Transferred Agreements;
• All Internet domain names, including those Internet domain names listed on Schedule 2.1(c) (the "Domain Names");
• All Web Sites, including without limitation the websites listed on Schedule (d):
• All telephone and facsimile numbers, including, without limitation, those listed in Schedule 2.1(e) hereof;
• All goodwill associated with all Purchased Assets;
• All insurance benefits, including rights and proceeds, arising from or relating to the Purchased Assets or the Assumed Liabilities prior to the Closing Date;
• All Intellectual Properly mid Intellectual Property Rights;
• All licenses, permits, certificates, approvals and authorizations to the extent transferrable to the Buyer, including, without limitation, those listed in Schedule 2.1(i) hereof;
• All documents and records (in paper or electronic format) in Seller's or any of Seller's Affiliates' care, custody or control (collectively, "Books and Records") (subject to the Seller's right to retain copies of such Books and Records for use in connection with the performance of the Trustee's duties in the Bankruptcy Case);
• To the extent transferable, all Permits, if any, held by Seller;
• All personnel records and other records of the Seller, other than those that Seller is required by Law to retain in his possession;
• All causes of action and Claims whether accruing or arising prior or subsequent to the Closing Date with respect to any Purchased Assets, but excluding all Chapter 5 Claims, Rights and Causes of Action; and
• All other assets and properties of every nature whatsoever, tangible and intangible, and wherever located, including, without limitation, copies of customer lists, customer records and histories, customer invoices, lists of suppliers and vendors and all records relating thereto, market research information, advertising matter, catalogues, photographs, sales materials, purchasing materials, files, data, media materials and all records.